ARTICLE I

ORGANIZATION

This club is incorporated (not for pecuniary profit) under the laws
of Virginia as 'Tidewater Coin Club, Inc.'

SECTION 2. Purpose:

The purpose of the organization is to:

foster closer social relationships among members of the
community;

encourage and assist new collectors;

provide persons interested in numismatics the opportunity
to meet regularly to obtain knowledge of the hobby through participation
in educational programs and activities;

give members an opportunity to trade and/or dispose of material.

SECTION 3. Address:

The post office address is P.O. Box 5247, Virginia Beach, Virginia 23471-5247.
The registered agent is a resident of Virginia and a member of the Board
of Directors.

SECTION 4. Seal:

The corporate seal is circular and the words 'Tidewater Coin Club, Inc.'
are inscribed on the outer circle. In the inner circle, the words 'Corporate
Seal 1956 Commonwealth of Virginia' are inscribed.

ARTICLE II

MEMBERSHIP

The members of the corporation shall be those persons who declare
an interest in numismatics, file an application for membership, and
pay annual dues as fixed by the Board of Directors and approved by
the membership.

ARTICLE III

GOVERNMENT

SECTION 1. Board of
Directors:

The control and management of the club and its affairs and property
will be entrusted to a Board of Directors which will not be less that
seven (7) and no more than fifteen (15) members.

SECTION 2. Tenure
of Office:

The Board of Directors shall be elected by the members of the club at
the November meeting, installed at the December meeting, and hold their
respective offices until the next general election. (The normal term
of office shall be one year.)

SECTION 3. Meetings of the Board:

Meetings of the Board of Directors will be held when possible on a day,
each month, of the Board's choosing and at least one week prior to the
regular club meeting.

SECTION 4. Quorum:

A majority of the Board of Directors shall constitute a quorum for the
transaction of business.

SECTION 5. Duties and Powers:

It is the duty of the Board of Directors to carry out the objectives
and purposes of the club. They will fill any vacancy that may occur
in any office or in the membership of the Board. The Board may add or
delete other rules and regulations, not inconsistent with these by-laws,
that they deem necessary, and fix and remit penalties for the violation
of the by-laws and rules.

SECTION 6. Signature Authority:

All checks, drafts, or orders for the payment of moneys shall be signed
by the Treasurer, the President, the Secretary, or another Board member
designated by the Treasurer as having signature authority.

ARTICLE IV

OFFICERS

SECTION 1. Club Officers:

The officers of the club will be a President, Vice-president, Secretary,
Treasurer, Sergeant-at Arms, and Bourse Chairman. They shall be appointed
by the Board of Directors.

SECTION 2. Duties of Officers:

(a) President. The President will preside
at all meetings of the club and Board of Directors, and will supervise
the affairs of the club and care of its property.

(b) Vice-president In the absence of
the President, the Vice-president will perform the duties of the President.

(c) Secretary. The Secretary will keep
the records of the meetings of the club and of the Board of Directors.
He/she will hold the corporate seal of the club and the membership list.
He/she will notify the membership of all meetings of the club and the
Board of Directors. The Secretary will be responsible for all correspondence
except that pertaining to the offices of the Treasurer and Bourse Chairman.
He/she may also designate Board members or committee chairmen to prepare
correspondence pursuant to the execution of their respective responsibilities.

(d) Treasurer. The Treasurer will collect
and discharge the funds as directed by the Board. He/she will keep the
accounts in books belonging to the club, which will be open to the inspection
of the Board of Directors at all times. He/she will make monthly reports
in writing of the money received and disbursed, and the balance of funds.
Upon assuming the duties of office, he/she may be bonded in an amount
prescribed by the Board of Directors The club will pay the bond premium.

(e) Sergeant-at-Arms. The Sergeant-at
Arms will keep order at all meetings and will act in an advisory capacity
for the security of all club events. He/she will also keep rolls of
attendance of all club meetings.

(f) Bourse Chairman. The Bourse Chairman
will have overall responsibility for the planning, execution, and budget
for club sponsored coin shows. Responsibilities include, but are not
limited to, collection of fees and expenditure of funds associated with
the bourse; executing dealer contracts; dealer placement and table assignment;
arranging bourse security; establishing and enforcing show rules; advertising.
He/she will make monthly reports in writing of the money received and
disbursed, and the balance of funds. Upon assuming the duties of office,
he/she may be bonded in an amount prescribed by the Board of Directors
The club will pay the bond premium.

ARTICLE V

ANNUAL MEETING AND ELECTION

SECTION 1. Annual
Meeting:

(a) The annual meeting and election of the Board of
Directors will be held at the general meeting on the third Tuesday of
November.

(b) The Secretary shall give prior notice to the members,
by mail, of the date, hour and place of the annual meeting along with
a list of the names of the nominees for the Board of Directors.

SECTION 2. Order of Business:

The order of business of all meetings of the club and of the Board of
Directors may include the following:

(a) Reading of Minutes.

(b) Committee Reports (if applicable).

(c) Treasurer's Report.

(d) Elections (if applicable).

(e) General Business.

SECTION 3. Right to Vote:

No member will be permitted to vote at the annual election unless his/her
dues have been paid.

ARTICLE VI

AMENDMENTS

These by-laws may be modified, altered, or amended at any Board of
Directors meeting. Proposed changes to the by-laws will be published
in the next club newsletter and voted upon at the following monthly
meeting by the members in attendance.